Venomous Halloween
by Waruitenshi
Summary: Sequel to "Venomous Valentine". Time for Venom to finally claim their favorite little Spider once and for all… Hope the spidery hero is ready for one spooktacularly slashy Halloween! Eddie Brock/Venom Symbiote/Peter Parker (Spider-Man) Slash/Yaoi. One Shot. Warnings/Details Inside. AU.


**Disclaimer: I do NOT own The Spectacular Spider-Man! If I DID, things would have been a LOT different and it wouldn't have been for kids anymore. XD**

**WARNING(S): Read at your own risk. This fic contains my own brand of wonderful warpedness, as well as Yaoi/Slash which means fun kinky gay stuff is gonna happen. Lmfao other such fun and M rated stuff will happen as well so, if you don't like it then don't read it. It's rated M for a reason.**

**Author Notes: All righty ya'll! I wasn't sure whether or not to do a sequel for my other fic "Venomous Valentine" or not, but seeing as some friends of mine liked it and one asked if I could, I decided to go ahead and give it a shot! LMFAO! XD Ain't I awesome? Kuwahahahah! **

**Since this is a sequel to "Venomous Valentine" you may want to read that one for this to make better sense LOL but that's up to you. Annnnnywho! Also, Peter should be 18 in this one. Lmfao not like anyone cares. It's just a cartoon anyways. XD**

**This is actually a bit AU (Alternate Universe) as Eddie didn't turn into a revenge seeking sociopath when he got the symbiote and Peter had no idea that Eddie was really Venom until he found out in "Venomous Valentine", OH and Venom went the anti-hero route instead! LOL **

**Eddie will mostly be referred to as one instead of two as I like writing versions of him where he has completely bonded with the symbiote like Carnage did with its host, but he will still use his fun way of speaking when he isn't trying to stay in disguise and stuff like that. So basically he acts like his Venom-ous self LOL when he's around Peter. Sorry if anyone seems OOC, but seeing as this is fan fiction, everyone's version is technically out of character, soooo… yeah. XD**

**Special shout out to my friends Jane and K for their support of my craziness, and Travis for encouraging my love for the symbiotes and my wonderfully twisted imagination! Kuwahahahahah! **

**Lmfao, it's so weird NOT tormenting Peter Parker/Spider-Man in the ways that I usually do… Ah well! I kind of like this version of him, so it's probably why I don't mind so much. **

**Oh, and the changes to Spidey's suit, make it look similar to the dark blue of his outfit from the "Ultimate Spider-Man" cartoon but just a little darker.**

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**"Venomous Halloween"**

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It was quite a while after the whole Bloody Valentine's Day incident, or so Venom thought it was funny to refer to it as; a few months in fact. Peter and he had discussed everything after that day too, and whenever they needed to over the time they spent together. And now that things were out of the way and feelings better understood for what they were, the couple was quite happy that they were officially together now!

It seemed that news of their relationship was taken in different ways. Aunt May; whom Peter decided to tell first, since her approval was the most important (and Eddie understood), thought it was wonderful that her nephew had someone who loved him so much and would always be there for him like Brock had always proven he could be.

Gwen had the whole "It's about freakin' time!" reaction that surprised the both of them; especially when she gigglingly congratulated them both and thus immediately becoming a better gal pal for Peter as she kept asking for the "slashy details" to which Peter had no idea what she'd meant until she explained it… then he was both bashful and a little weirded out that "slash" was so popular.

Harry's was a little mixed. While he was very happy for his friend Pete that he'd found someone, he was a little uneasy about the whole "gayness" issue like most guys seemed to be but did his best to accept his friends anyways; providing they NEVER discussed the sex or anything like that and asked him to kindly spill that sorta stuff to Gwen.

As for the rest of the people that they knew, they couldn't care less! So long as Pete was getting good pictures of Spidey his boss and co-workers didn't give a crap. Even if Robert and Betty were glad Peter seemed to be much happier now.

Heck, the brunette was pretty sure he would have gotten a little more teasing than he normally did if it hadn't been for the simple fact that he was dating Eddie Brock; and so Flash and his gang didn't dare say anything to piss off the former athlete.

Eddie was doing much better now, despite having temporarily lost his job at the ESU lab. Apparently they gained a new benefactor, and for a few weeks Eddie was happy to have his old job back… but things started to get a bit suspicious and a little too shady for his liking.

So he decided that a new job was required. He took up one as a Freelance Photographer for the Daily Globe; the rival of the Daily Bugle, which made Pete happy since they didn't hate on Spider-Man like Jameson did.

His job consisted of mainly getting pictures of Venom (which both he and Pete thought was freakin' hilarious), as well as Spidey and any crooks who happened to be bothering the city.

The money wasn't AS good as it was at his old job since it helped pay off his tuition better, but he was glad he switched. Not too long after he had, rumors began spreading about some crooked connections to OsCorp who were already under some heat for a few things already, and poor Doctor Conners and his family found themselves out of jobs and on their way to Florida!

The couple was sad to see them go, but there wasn't anything to be done about it after the huge fight the two heroes had with Green Goblin; who turned out to be Norman Osborn and NOT Harry (which took Peter by more surprise than Venom; since he and his symbiote never really liked Norman and how creepily he behaved towards _their_ Spider to begin with). And everyone assumed the maniacal man to be dead by the end of the frantic fiasco.

Which for the most part was fine, but it seemed to put a bit of a strain on Pete's and Harry's friendship since Peter felt horrible for how it all ended up and blamed himself for Norman's death. Even though it was **clearly** the madman's own doing.

But since Harry had no idea Peter was Spider-Man, he couldn't understand why the brunette seemed so distant and as it tends to do; the feeling that a friend is keeping/hiding something from you usually tends to make one offended and upset that their so-called "bestfriend" doesn't trust them enough to tell them what's wrong and only serves to make matters worse.

Eddie did his best to help smooth things over by saying that Peter was just upset for Harry because he could relate with how he'd lost his Uncle Ben and that such feelings were hard to express, and Pete just didn't know what to do to cheer his friend up and make him feel better. Which, much to the brunettes surprise, was for the most part true.

It did help ease the tension between the two friends, but Harry was also dealing with his own problems; still trying to deal with his recovery from his addiction to Globulin Green as well as the loss of his father whom he had so loved and looked up to. So, it was to be expected that all his relationships had a bit of a strain on them regardless of the particular one with Peter.

Other than that though, things were going pretty well as far as Venom and Peter's relationship went. The spidery hero found that his boyfriend preferred to be called by Venom rather than Eddie, since the symbiote liked feeling included; no matter how many times Pete tried to say that the name didn't matter.

But ah well, such was the small and doable compromise to be made for a loved one… or two as it were. And he didn't mind a bit so long as they weren't within earshot of anyone.

However, seeing as Peter was still rather underage in comparison to Eddie, the brunette worried that he might get the blonde in trouble if they had sex yet. And due to him being the worrywart he was, Venom kindly agreed to wait until the other was of age as well. Which made good sense anyways since neither even had a place to call their own where they could engage in the activities they wanted to.

Peter was always worried he would either get Eddie in trouble or someone would walk in on them at the dorm room where Brock stayed, and Eddie couldn't exactly blame him since it would've.

The same anxieties applied to Aunt May's house too. That fateful Valentine's Day incident had been an exception since they hadn't exactly been thinking about their actions at the time.

It wasn't all that long though, since they were happy just to be together and let their relationship progress at a slow but good pace as neither wanted to rush things anyway. They also had fun stealing kisses and touches when they did have time to spend with each other in-between their education, work and extracurricular activities of crime fighting; like on rooftops late at night before or after patrol or putting the smack down on some kooky villains, or in the janitors closet at either of their schools or their rooms when they could manage it.

By the time Peter was out of high school and Eddie finished up his own academics, he had a more secure position where he worked and was getting better pay, which allowed him to get an apartment with Peter's help with half of the deposit and first months rent.

Peter would've worried about giving the money to his aunt, but she was quite secure thanks to those books she wrote. So he decided that instead of wasting cash on staying at a dorm, that he and Eddie could share an apartment together since the blonde was going to get one anyways.

The thought of living together was rather exciting for both of them. They'd finally get to have more time together and even sleep in the same bed! Peter couldn't help how much that the thought of getting to be next to the other made him grin and blush like a freakin' school girl, but he couldn't care less because he was so happy.

Eddie had already been staying in the apartment for a few days, so by the time he helped Peter move his things in, his own boxes of stuff were mostly put away. The two spent most of that day unpacking and putting the few things Pete had where it could go, but really neither of them had any furniture yet so whatever came with the place was used accordingly.

Thankfully Eddie let Peter have the closet and small dresser for his cloths since the symbiotic host didn't have any need for it. And as he hung up a shirt, he couldn't help quivering a little at remembering just how that inky blackness felt when it was sliding _all over_ his naked body that night he'd found out that Eddie was Venom.

They hadn't been able to be close like that since the first time, and even though the brunette understood that they both led busy lives and didn't really have any place to safely do that sort of thing, he still missed it terribly.

And so when the blonde came in the room to tell his boyfriend something, and saw Peter just standing there in front of the closet and came up behind him to place those big hands of his on either shoulder out of concern, the younger of the two couldn't help leaning back and resting against that muscular chest with a soft sigh as he closed his eyes.

"_Venom_…" He murmured affectionately; turning and opening his eyes halfway as he placed his hands on the sides of Eddie's ribcage. The blonde blinked in surprise but smiled warmly at the tone. It had been such a long time since they had really been alone like this.

But then, to Venom's further shock, Peter leaned in and placed a chaste and feathery kiss to the spot right over his heart; causing both the symbiote and himself to shiver pleasantly.

Over their time together, their beloved Spider had grown steadily more comfortable and bolder in showing his affections for both Brock and the symbiote; since to him, loving one meant loving both which they were _quite_ pleased about. But even so, it always took Venom by surprise when it happened.

The hero trailed more light kisses over the firm pec, and the black fabric juddered into its more natural inky appearance when the tip of Peter's tongue flicked out over it and the nipple beneath it.

Eddie gave a little rumble of a growl and his grip on the others slender shoulders tightened encouragingly, as he watched their Spider fixatedly to see what he would do next.

Peter grew more daring still and gave the alien goop a few more lovingly experimental licks that were slower, as Venom wasn't the only one enjoying himself. He found the flavor of the pitch substance to be indescribable, but not unpleasant in the least as it reminded him so very much of Eddie's intoxicating scent.

It squirmed again, and his lewd ministrations coaxed out a small tendril that resembled Peter's own tongue. It wiggled out toward him and he smiled softly before taking it into his mouth.

Strong yet gentle fingers wove their way into his chocolaty locks as he sucked gently on the symbiote. The creature delighted in the moist warmth and affection, and slid itself against the pink organ; the slightly rough yet wet texture dueling with and moving over the silky smooth bit of blackness was oddly enthralling.

And the sounds it drew from the blonde made it even more so. The hand on the back of his head pulling him closer so that his lips were pressed against the taller youths pectoral; their bodies melding like pieces of a puzzle as the suit began reaching out to ensnare their beloved brunette.

Venom had no idea where his darling Spider had gotten the urge to do that from, but they quite enjoyed it. And it cleared up their curiosity as to whether or not the other had been craving more intimate forms of closeness by the way Peter so eagerly drew nearer when pulled forward; those thin, lean arms wrapping around his waist and caressing up and down his back to feel more of him and the suit.

"Hey Pete…" Brock tried softly, having a little difficulty keeping his voice steady; not really wanting to interrupt but needing to tell the brunette something before he forgot. The smaller of the two hummed dazedly in response; quite caught up in making out with the symbiote to really care about much else.

The gentle vibrations causing the symbiote to squirm in pleasure and for Eddie to bite back a low groan. He cupped their beloved Spider's face and oh so reluctantly pushed him away to look up at him. Peter emitted a mewl of protest that reminded Venom of a kicked puppy, and he began to wish he'd just left the other alone.

Peter pouted up at him expectantly. "Uhm… Pete, Gwen called us-ss earlier." Spidey quirked a curious eyebrow; the lusty haze in his eyes fading to concern that something might be wrong. Eddie cleared his throat; his face glowing a faint pink as he tried to resist the urge to just say hell with it and ravish their Spider.

"She s-sssaid Harry's throwing a Halloween party at his-ss place tomorrow." Peter frowned a little; wondering why their intimate moment had been interrupted for something that could've waited until after they had some fun.

"Couldn't you have told me later?" He asked with that cute pout of his.

"With the way you were going Petey, we doubt we'd have remembered our own name later." Venom remarked with a rumbling chortle. Peter blushed and smiled sheepishly.

"O-oh… sorry…" He rubbed the back of his head and moved to turn away, but tentacles and strong arms quickly shot out to enmesh him and prevent the brunette from escaping.

"Where do you think you're going, S-ssspider?" Venom nuzzled the others slender neck and purred lovingly; the soothing sound causing Peter to practically melt against the muscular creature.

"Hopefully to bed with you." The clever hero quipped flirtingly; earning another nuzzle and a few teasing kisses to the pulse point of the tender flesh. Peter sighed softly and contently as he leaned his head to the side to give his beloved better access.

"So what's so important about this party anyways. I mean, it's been forever since Harry threw one." He asked, as he coolly watched the black vines snaking around his waist and caressing his stomach where it made his shirt ride up a few inches. It tickled a little and he couldn't help giggling a bit.

"We're pretty sure that's-ss the whole point. Gwen said she's the one throwing it in the hope-ss of making Harry feel better." Peter hummed again at this, but this time it was more out of concern.

"Yeah, Harry gets pretty bummed around the holidays, what with his dad dead and all… Especially with his mom having sunken into a depression." His fingers traced over the strong arms wrapped around his waist and chest thoughtfully.

"We should go." The hero said after a few moments contemplation. "For Harry's sake. Maybe bring him one of Aunt May's pumpkin pies or something. He likes those." Peter said as he decided on going. Venom figured he'd want to since they were friends and all.

With that thought in mind, their lovely Spider believed it best to go and call Aunt May and ask if she could make a pie for tomorrow for Harry; having one of his many moments where he put others needs ahead of his own. And leaving the black suited anti-hero alone to heave a sigh and wish he'd simply written down what Gwen told him instead.

After having made the call to Aunt May, Peter became a bit flustered after having called Gwen back to get the details on the party. Apparently it was a costume party where you had to dress up. Which was fine, but it left little time if any to find a darn costume for Halloween.

Which also left up the decision as to what exactly to dress up as. Spider-Man was definitely out of the question, and would only serve to upset Harry further. So what could he go as?

Venom playfully suggested that Peter dress up as a sexy cheerleader, but the brunette frowned poutingly and threatened to build a sonic blaster, to which the symbiote and its host quickly shut up about it. They knew Peter was only joking, but they also knew that the wiry hero was more than capable of actually making one, and the idea of it made the anti-hero cringe inwardly.

Peter didn't really care what he wore so long as it wasn't stupid or ridiculous, but after helping out with the rent and everything, he was pretty strapped for cash until his next paycheck; which wasn't until the day AFTER Halloween. And his boss wasn't going to make any exceptions.

He heaved a heavy sigh after having come home from trying to look for something to wear, only to end up not only finding out that Halloween costumes were so costly, but also having had to take care of some crooks; who ironically wore spooky monster masks for whatever reason he had no idea, and thus causing him to go home tied and empty-handed. Why did the kooks always have to come out more during this time of year?

The freelance photographer didn't even have to open his eyes to know it was Venom who had come right up to him with a hand on one side of Peter's head where he leaned flat against the door.

"Hey tall, dark and handsome." The brunette quipped flirtingly though a bit tiredly, as he reached a hand up to fondly smooth over the black material of Brock's tight shirt over the muscular chest. The symbiote squirmed as threadlike feelers immediately stretched out to slither around those enticing fingers in familiar greeting of their lovely lissome hero.

"Welcome back, little S-ssspider." Venom rumbled purringly, while he leaned down to nuzzle and lick at the fair skin, and smirking when it became stained with a light blush. Peter giggled and opened his eyes finally to grin up at his boyfriend. No matter how bad or upset he felt, Venom always seemed to make it all fade away.

"Any luck?" Brock inquired curiously. As he spoke, he took the smaller males hand into his own; caressing over the faint scar that fateful spider bite had left behind in small, slow circles. Peter's eyes fluttered closed again when he felt the tender mark being touched so tenderly and shook his head.

It sounded silly he supposed, but that mark had always been pretty sensitive since the incident. And when Venom accidentally happened upon this knowledge, the lethal protector made a point of touching and toying with the spot to see how Peter would react; only for both to learn that it was quite the erogenous zone for the poor hero, much to his symbiotic boyfriends delight.

Venom gave a little apologetic hum as he kissed the spot where neck and shoulder met, after nudging the shirt collar easily aside with his nose. The blonde quite liked how Peter wore baggy clothing. It made it easier for him to sneak his hands and tentacles underneath of them to better touch and grope their adorable arachnid.

"Perhaps-sss there's s-ssomething we can do for you to cheer _our_ Spider up." Eddie whispered with a soft hiss against the others ear that made the poor young Parker shiver.

"L-like what?" Peter couldn't stop the slight tremble in his voice as he felt the strong, sinewy form of Venom's body pressing right up against his own.

The feeling of the others warm weight and the thought of the power behind it made the spidery hero feel somehow secure and safe, and he leaned into it with a desirous mewl; his fingers sliding up the taller males sides and curling his slender fingers into the symbiote instinctively.

"We want to give you a very _s-ssspecial _present." Venom purred as they nuzzled him, sending tingly little vibrations across the warm skin and drawing a little moan from Peter.

"I like presents." Peter replied breathily; he'd barely just gotten home and already his boyfriend had him up against the door with the obvious intent of wanting to ravish him. Though Spidey had to say, he rather liked the idea. Unfortunately, Eddie stopped to shift and stare those beautiful blues into bemused brown eyes with an unreadable look.

"We… want to give you a s-sssymbiote of your own." Venom confessed; feeling full of hope and apprehension as Peter blinked and regarded the other rather thunderstruck. They would understand if their Spider said no, but they had been wanting to give the other one for quite a while now.

"Hmm…" Peter considered this strange proposition. "Will I… be any, y'know, different or anything if I had one?" He asked a tad nervously; unsure of whether or not he might end up freaking out like he did when he had Venom.

"No! Of cours-ssse not!" His roommate replied, sounding a little hurt. "We would _never_ do anything to harm you, Petey!" Venom said with all the seriousness he possessed, and the brunette bowed his head apologetically.

"I'm sorry. I know you wouldn't, but… I just needed to be sure, about the symbiote I mean." The blonde gave a nod of understanding, but Peter still felt bad that he'd even asked.

"Um… is it going to be sentient like you?" This question was obviously directed at the symbiote itself, and Venom gave a simple shake of his head.

"It is-sss simply an extens-ssion of us-sss. So that we won't ever be apart from our S-ssspider." The anti-hero explained as they reached up to run their fingers through the soft tuft of chocolate locks. Peter smiled warmly and leaned into the touch.

"Mmmm, I like the sound of that." The smaller male commented contently; raising the blondes hopes. He looked right at the other and smiled that sweet, heartwarming smile that Venom couldn't get enough of and gave his answer.

"I guess it wouldn't hurt to at least try it out." Peter said thoughtfully. "Knowing you, it should be fun." He added as he saw the others blue orbs widen in astonishment. Venom felt such a surge of elation; his symbiote writhing excitedly as their offer had been so un-expectantly accepted.

Now that permission had been given, Eddie let go of the others hand and began pulling the brunettes shirt over his head. "Um… not that I'm _at all _against getting naked in front of you, because I'm definitely _not_, but… why are you undressing me?" Pete asked with a cute, puzzled look; holding up his arms to help the other out.

"You won't be needing thes-sse clothes anymore." Venom sounded rather pleased about this little yet very important fact, as he tossed the top piece of clothing carelessly to the floor. He hooked his fingers into the hem of the spidery young mans khaki pants after unzipping them, and lowered down to kneel on one knee as he brought the garb, as well as the boxers, down with him.

The tips of his fingers being covered by the symbiote as he moved to form the black Spidey suit, and making sure to touch every inch of skin on the way down; moving his hands to place them on those slender hips, as Peter kicked the irksome attire aside.

Venom roved over that sylphlike body all the way up to Peter's adorable face. His cheeks were flushed a fine rosy shade, and those big brown doe eyes conveyed such emotion that the blonde understood fully why he wore a mask every time he gazed into them.

Their innocent little Spider's breaths were coming out in soft, shaky pants his arousal and excitement quite evident in all aspects of his fair and exposed form, all the way down to the already half hard section of anatomy that was mere inches from the taller males face.

Venom blew on it teasingly and took delight in how Peter gasped and shivered; scratching at the door and wall that was behind him. Eddie leaned forward and nuzzled his cheek against the smooth skin of his boyfriends inner thigh; purring and flicking that serpentine tongue provocatively over the sensitive flesh.

"Umm, V-Venom?" Pete managed to ask as he tried to bite back a moan. The other merely continued to love on him like a freakishly sexy symbiotic cat, and only replied with a soft little hum that gave the brunette goose bumps.

"Would it be okay if we continued this on the bed?" Spidey felt a little embarrassed about his current situation, and Venom could sense it; looking up with a curious and concerned frown.

"See… you keep pushing me up against the door, so the, um, doorknob is starting to dig in, and seems to be trying to get to third base with me, if y'know what I mean." The quippy hero looked like he was caught between wanting to laugh and feeling somewhat abashed by his use of phrasing.

Venom blinked and then snorted with laughter. He stood up and picked their slender Spider up bridal style; deepening the others blush. "We wouldn't want _our S-sspider _to be uncomfortable. Would we." It was rhetorical, so Peter merely nodded and wrapped his arms around the others shoulders.

"Onward to the bedroom!" Peter joked and pointed towards their room; trying to ease a little of his own nervousness.

"As you wish, m'lady." Eddie countered with a smirk, and then laughed when Peter stuck his tongue out at him.

"Are you sure you want this-ss?" Venom asked the other worriedly, after having set him down on their bed. Peter sat up and leaned back on his hands with his legs lazily sprawled out in front of him.

"Of course." The brunette smiled, with only love and trust shining brightly in his eyes and voice. "Now get over here already. Your Spider wants his Venom." He said flirtatiously, and held up his hand to give the blonde a come hither gesture that the other obeyed with a warm smile.

Venom crawled onto the bed and stalked up to the alluring arachnid like a wolf to a paralyzed rabbit; hovering over Peter with a hand resting on either side of the younger males own hands, and a knee resting right between those sinuous thighs.

Peter reached up a hand and cupped the others handsome face as they met each other halfway for a kiss that started out slow and gentle, and quickly became hungry and passionate; their tongues meeting in a familiar and delicious dance.

The symbiote stretched out tendrils towards Peter; spreading out spidery strands from the tip of each wherever it touched him. The black threads wove over each other and covered the exposed flesh like wildfire.

The hero moaned wantonly into the kiss; it felt silky and tingly everywhere the symbiote touched him, and he knew he needed more. The desire to feel Venom's body pressed against his grew to be unbearable for the poor young Parker.

And so the cute hero slid his hand from Eddie's cheek to the back of his head and leaned back while pulling his boyfriend down with him. Brock took the message and followed until their bodies pressed together like they were made for each other; and in their minds, they were.

Spidey began rolling his hips up against Venom's lasciviously. Making Brock hiss and Peter moan, before Eddie gave their lithe lovers lower lip a nibble and began grinding their groins together.

As their fervent frottage continued, the black alien goop had covered Spider-Man's body as if he and Venom were sharing the same suit. He loved how it slithered and squirmed over his body; caressing every inch of flesh, including both of their aching extremities.

Peter could feel the symbiote covering him from his toes all the way up to his neck. And when Venom reluctantly broke the kiss, Peter's mewl of protest was muffled when it engulfed his face and his vision went black!

It took a moment or two, but when his sight returned, Peter groaned lustfully at seeing how Venom, in full mask now, was reclining back on his knees and stroking himself through the suit, while watching intensely as the symbiote they'd created for their Spider began the bonding process.

Spider-Man felt almost cocooned in the vicious black mass that covered him. He couldn't really move, but the extension of his lover certainly was not as restricted as Peter.

It felt similar to when he had the Venom symbiote originally, and yet somehow so very different. So much more intimate now than then. Maybe because he had a better understanding of how it felt and returned the aliens feelings.

Tingly little jolts of what felt like static electricity, but far more pleasurable, buzzed throughout his body. He moaned and longed to have Venom's hands on him again, to be touched and stroked instead of simply teased like his suit was doing.

He wondered briefly, being the nerd he was, if the tingling sensations was the sentient goo bonding with his nervous system as he knew it to do. Peter hadn't been awake when he had the symbiote on him the first time, and he had been too beaten up and exhausted to have felt anything while passed out either.

But now that he was experiencing it, he wished he had. Perhaps he wouldn't have parted with the creature in the first place if he'd known how good it felt. Then again, he thought everything had turned out for the best because he could also love Brock as well; someone he'd had feelings for since they were kids.

He could hear his dark lover (or technically lovers) rumbling hungrily, as the white eyed anti-hero watched and all but lost themselves in the feeling of their Spider becoming one with them.

It happened all of a sudden. It was like someone flicked on a switch inside of the brunette, and an _overwhelming_ sensation of a strong hand roughly stroking him caused Spider-Man to open his mouth in a silent scream.

His back arched up off of the bed, as Venom continued to observe. And then as Spidey's new mask opened up to show a razor sharp array of teeth that matched the pattern of the mask rather than being actual fangs like Venom's, the euphoric hero was finally able to cry out.

Venom ran his tongue over his own teeth and growled as he saw the others now clawed fingers moving to roam over his new suit, and gasping when one of those talons sliced through the material and grazed over the nipple beneath it. Both Peter and his symbiotic boyfriend could tell the bonding process was complete now; for they were now experiencing what the other felt.

'_S-ssspider is __**ours-sss **__now!' _Spidey heard the gleeful hiss in his head rather than aloud. It startled him a little as that hadn't happened since he'd had it the first time. It was then that he looked up to realize that Venom had moved to loom over him; that snakelike tongue swaying back and forth.

They thought their Spider looked _most_ exquisite in his new attire. It was much like the one he wore as Spider-Man, however, where the blue was, it was now so dark that it almost looked black.

It was much sleeker and fit him like a second skin; making their beloved even more appealing with the way it hugged in all the right places. The red gloved fingertips were now clawed like Venom's. And the spot on the mask where the mouth would be, could now open into the frightening maw as mentioned earlier.

The eyes of his mask however, remained the same, as Venom liked how oddly expressive and befitting they were. They knew their Spider wouldn't want his outfit changed entirely, so only a few adjustments were made.

Venom leaned down and gave their lovers cheek a long lick; trailing the tongue upward across the cheek before languidly rounding down the jaw to trace those enticingly parted lips as Spidey's mask withdrew.

He found no resistances as that long, fleshy organ of his slithered into Peter's mouth to coax the smaller males into playing. The brunette moaned softly as their ardent little dance began. Venom lightly rakes his claws down Peter's chest when he felt the other sucking gently on his tongue.

It felt beyond amazing to be bonded to the symbiote and connected with it and Eddie! And spectacular didn't even begin to cover how at home they finally felt. Whatever one lover did to the other, it was felt, and most certainly enjoyed by both; like they had merged into one, and yet still separate enough to take pleasure in these new experiences that they were indulging in together.

A thin, glistening string of saliva connected them as they broke for air. Peter felt his new symbiote shifting and looked down to see it had become black once more as threads formed and it reached out to its other half.

It began melting them back together into one mass as it had earlier, and Spidey couldn't help feeling rather giddy about that. Their naked bodies were now pressing and rubbing up against one another; little black vines squirming along between them and all around them as they were practically cocooned in the thick, alien goop. Yet somehow they could still see each other.

"Eddie…" Peter mewled breathlessly; his eyes half hooded with desire as he surprised the blonde by wrapping those willowy arms and legs around his neck and waist, and pulling Brock as close as he could.

The wiry hero nuzzled at the nook where shoulder met throat and breathing in the heady scent of his dark lover. It was strange how his senses felt as if they had become stronger, like some feral part of him that had been buried away was now rising to the surface, and Pete couldn't help finding it invigorating.

"Mmnh, you smell _so good_. Did you always smell like this?" The brunette remarked in a low, sultry voice. Venom was caught off guard at how the other sounded sexier than usual. He figured it was probably a side-effect of Pete getting used to how the symbiote amplified _everything_; including emotions and ones libido.

"Wow… and you taste great too!" Parker said as he licked at the warm flesh; his own tongue like Venom's, only more slender. The blonde shuddered and rumbled, leaning his head to the side to let the younger of the two experiment. "Is this why you like licking me so much?"

"Yes-sss, little Spider." Venom hissed; delighting in how the other was starting to better comprehend, and was giving his neck playful nips between licks and kisses; those new, sharp teeth of his grazing lightly over the skin and making the anti-hero's already rock arousal throb.

Spidey smiled like someone who was trying out a really cool new toy. His legs still wrapped around the others waist, he rolled his hips and heard Venom growl when that firm bottom of his rubbed against Brock's groin. Peter bit his bottom lip and shivered at feeling how hard his lover was, and began repeating the action.

"_Please_ Venom… I _need_ you inside of me." The brunette pleaded oh so sweetly; his own aching need rubbing against Eddie's stomach with each moment the frottage continued. "I don't think I can wait any longer." The young Parker panted; it felt like his entire body was ablaze with desire, and it was growing by the second.

The symbiotic young man quite liked hearing their little Spider begging to be taken like that, and so chose to give him exactly what they both needed. Eddie leaned back from the other, and pried those legs from around his waist.

Peter whimpered and tried to sit up to grab at the other, but Brock pushed him back down with a look that he knew meant to stay, which he reluctantly did. A tendril took hold of each of Spidey's legs and bent them back toward the hero, until they were almost near his slender sides.

With this new position, his legs were bent at the knees in a way that caused him to be spread eagle. Venom quite relished the ravishing display before him and took a few moments to admire it. Their sweet, innocent, yet sultry little Spider looking all shy, wanton and flushed.

A light sheen of sweat glistening on his skin and threads of black squirming and caressing him. That flexible body of his bent in a sinfully beautiful way, so that his firm cheeks were parted and that virginal pink hole of his was exposed, and the cute way his manhood gave a twitch at the intense admiration he was getting. All for only the Spider's dark lover to see.

Peter's breaths came out in short, unsteady pants. God it was so hot the way Venom stared at him like that! Much less being in the lewd position his boyfriend had put him in. With everyone else Spider-Man was either hated or never really understood or appreciated, but with Venom, all he felt was love and acceptance.

He found his hand slinking down between his own legs to touch himself before he realized what he was doing. It felt like a shock of pleasure racked both of them, and while Peter gasped and began to fondle himself a little harder, Venom growled and did his best to keep from pouncing the other and taking him right then and there. They didn't want to hurt their Spider, but the beautiful brunette was making it _increasingly_ harder to hold back.

Some of the black tendrils twisting around Brock's body shot out toward the tiny puckering entrance, and began brushing over it. Peter mewled and squirmed; wanting to get closer, but being in the position he was, could sadly not.

He felt the sleek appendages grow slick with something that felt more slippery than Venom's saliva, and Peter wondered briefly if the symbiote was producing an altered version of it. The aliens strange lubricant worked well though, and soon the tentacles the width of two of his own fingers, began sliding in passed the ring of muscle.

A low purr rumbled from Venom as it felt how tight and hot the others insides were. The symbiote didn't know the human body could feel so exquisite! It wanted more, as did Eddie, so its previously slow probing of one tendril went deeper.

Spidey inhaled sharply when the second one joined it; pushing up beside the other a touch forcefully. They began pumping in and out of their smaller lovers entrance; making those enticing insides slick with the viscous green lube it created to help their fervent activities go more smoothly.

The little vines grew bigger and worked to stretch those tight walls so Venom could penetrate him without hurting him so bad. Peter's hand grew shaky as he tried to stroke himself in time with the tendrils that were so lovingly violating him, and he couldn't hold back all the lasciviously adorable sounds he was making.

Venom watched with fascination as the appendages worked their way in and out of Peter's body; now as thick as his own fingers and beginning a scissoring motion as the brunette writhed and cried out.

He looked so beautiful in such an utter state of sinful disarray. Especially when Venom loomed down between the others legs and began teasingly swirling his tongue around the flushed head of the brunettes manhood; licking up the salty sweet cream from the leaking tip and taking the whole thing into his mouth just as Peter began to orgasm.

The blonde swallowed up every drop that their sultry Spider spilled; their eyes never leaving him as his whole body seized and convulsed. His walls clenching down almost painfully on those teasing tendrils before Peter's entire body went limp.

Eddie grinned smugly as he let the softening tip leave his mouth with a wet pop before licking his lips. Peter lay there panting and basking in the afterglow of his first orgasm for the night; the arousal of the others ministrations causing his stomach to clench as his body began preparing itself for round two.

His dark lover crawled up his body, leaving licks, kisses, and the occasional lovebite in his wake, as Venom finally came face to face with the panting young Parker. Their lips met in a passionate kiss. Peter could taste himself as they kissed; it was odd yet he couldn't help how much it turned him on, and he gasped when he felt the tip of his much larger mates equally so extremity pressing against his entrance.

The two vines that had been preparing him slid all the way to the ring of muscle and opened him up for the thick invader that began to penetrate him; before enveloping the steely length like a layer of skin. The provoking science enthusiast whimpered at the sting of pain that shot through him, as his most intimate area was deflowered by the anti-hero he loved so dearly.

Venom greedily swallowed up any sounds or cries their beloved made; purring and nuzzling their lissome lovers cheek comfortingly and showering him with kisses and tendrils that caressed his sides and back, that aimed to soothe and relax.

The brunette did his best to endure. It wasn't as bad as he thought it would be thanks to the other taking care to prepare and lubricate him first, but with Eddie being so big, it still took a few unintended tears and deep breaths before he could relax enough to make the experience somewhat easier.

Brock did his best to go slow and stop here and there to let Peter adjust before he would move again. He bit his bottom lip hard enough to draw blood, doing all he could to keep himself from ramming all the way in to those wonderfully tight insides; for he too could feel their Spider's pain and didn't wish to make the poor dear suffer any more than was unavoidable.

Spidey exhaled a tad shakily and then wrapped his legs around Venom's waist for support, before smiling softly and pushing back against the other to let him know it was okay to move. Brock took the hint and returned the others smile with one of his own and a gentle kiss. Then, he began a slow and steady rhythm; watching those soulful brown eyes to make sure he wasn't hurting him.

Thankfully, it didn't take long for the lovely hero to find the new experience to become more pleasurable than painful. And when Eddie brushed against his prostate, and Pete's body tensed pleasantly while his eyes fluttered, did the handsome blonde take note of the angle so that he could hit it with every smooth thrust.

Poor Spidey knew about human anatomy pretty well, but never in his life would he have ever thought that that bundle of nerves being hit could bring such pleasure! As passion between lovers such as these tend to do, their lovemaking grew in heat and ardor. The once careful and gentle penetrations becoming rough and fast as their Spider began to writhe so wonderfully beneath them, begging so bewitchingly for more.

The fact that they had finally taken their beloveds innocence forever and marked him as their mate by bonding him to them, was astoundingly arousing enough, but the way the fair brunette slammed back to meet each thrust oh so eagerly was everything Venom had ever dreamed and more.

They loved to watch how his body arched off of the bed, and how his fingers curled into the black mass that surrounded them and held onto it for dear life; causing the symbiote to creep over the stiffening flesh between Peter's legs and pump the disheveled hero in time with their chaotically blissful rhythm.

Peter came with a sharp cry of their lovers name on his kiss swollen lips, as one of the best orgasms he'd ever had ravished his body and left him feeling melted and perfectly spent; like a snowball that had been tossed into a volcano, but in a mind bogglingly amazing way.

Inky sentient goop collected every drop; stroking him to try and see if the poor boy had any more to give, the greedy thing. Peter's climax shook through Venom like an earthquake, and as soon as they heard their name on his sweet lips and as that tight passage began to spasm and clamp down on him like it was trying to suck the amorous anti-hero in, did Venom bury himself as deeply inside of that intoxicating body as he could, before bathing the brunettes hot channel with his seed and rightfully claiming their adorable Spider as their own.

Spidey laid there trying to remember how to breath as Venom easily flipped them over so that he was resting on top of them. He could feel his insides clenching and trying to milk his blue eyed boyfriend for all he was worth, and he nuzzled the firm pectoral muscle and murred happily.

The sound surprised him a little, and even Venom too, but then Peter gave a tired little giggle because it reminded him of the symbiotes purring. And took it as a reminder of their bond and found himself murring again as he closed his eyes when Eddie stroked the top of his head.

Venom liked that their bonding had taken, and that the other was behaving as a mate who loved them would. It warmed his heart and made him wrap their arm and suit around both he and Peter possessively; petting and playing with those silky, slightly sweat dampened locks of hair.

They held each other close like that for a while; letting the chemicals and hormones do their wonderful work and begin to settle into the awesome afterglow of their first time together.

The memory that they had a party to go to the next day caused Eddie to languidly glance over at the clock beside their bed. It read a little while after three in the morning, and the blonde smirked in amusement.

"Hey Petey." He called softly to their cuddly Spider.

"Hmm?" Peter hummed contently. He was pretty tired, but he guessed the boost his healing factor got from the symbiote amplifying it must have been helping him recover quicker.

"It's passed Midnight. Happy Halloween." Venom told him; massaging small circles up and down the others back with the hand that wasn't stroking his hair. Peter smiled and laughed a little against the blondes muscular chest.

"Happy Halloween to you too." He replied warmly; giving the others pec a little peck and a tender nuzzle. A few very comfortable minutes of silence fell between them, before Venom purred darkly when he felt Peter playfully constricting his inner muscles around the spent member still nestled snugly inside of him, and causing such stimulating stirrings within the blonde.

"Not that we mind." Venom groaned softly with an involuntary roll of his hips before he continued. "But, why is-sss our Spider doing that?" Another long purr when Peter tightened enticingly around him again.

"Well… um…" Peter blushed as he met the others gaze; looking as shy and cute as ever. "I was wondering… if maybe… we could do it again?" Venom blinked; a little taken aback. He didn't think the brunette would be so eager to have another round until maybe after a nap. Seems their Spider was as resilient and surprising as ever.

"Only if you think you can." He inquired; teasingly expanding the symbiote wrapped around him inside of Peter and drawing such an enthralling mewl from him as he felt the taut passage milking at him again.

"Mmmnh, of course. I'm the Spectacular Spider-Man, I can handle anything!" Said Spider-Man remarked with a cheeky smirk and a wink as he sat up to straddle Eddie's lap; looking the perfect picture of the playful hero they knew and loved him to be. Venom sat up and placed his hands firmly on the others hips; sliding them down to cup and squeeze the firm cheeks possessively.

"Mmm, _s-ssspectacular _indeed." Venom purred in agreement before kissing the other. Peter blushed and his smile widened in the kiss. It was long and unhurried, and held so much emotion behind it that it left them both in much need of air by the time their lips parted. Pete sighed and rested his forehead against Venom's.

"I really love you and Eddie, Venom… and I'm sorry I hurt you back then." The brunette said; such heartwarming sincerity in his eyes and voice that the symbiote was shocked.

"If I had understood what you feel for me like you showed me you did tonight, and every day since we started dating, I would have _never_ given you up." Peter finished, before placing a chaste and apologetic peck on the others lips. Leaving Venom feeling quite stunned and finding that they loved their Spider even more.

"We forgive you, our S-sspider." He purred and nudged at the others forehead, much like how an animal like a dog would show affection. And Peter murred gratefully. "Though you know… I'm pretty sure we'd still be together with Eddie. So I doubt this situation would've turned out much differently." And with that well-meaning remark, Venom grinned and gave an agreeing nod.

It seemed these three were always destined to end up together somehow. They were each what the other wanted and so very much needed. And they were pretty damn happy with that, as Venom and their Spider spent the rest of their time awake taking quite a bit of pleasure in each others company.

And by the time they showed up at Harry's Halloween party that evening, Gwen and the young Osborn looked at Peter with concern, while Eddie smirked rather smugly when Peter had a rather difficult time walking properly.

The brunette would try to scowl at his symbiotic lover, only to end up blushing and trying not to moan when Venom controlled the suit it gave him by gently massaging his sore backside and insides with little feelers on and off throughout the party.

Venom had been actually trying to be helpful, but seeing as Peter could be too cute, they ended up having a bit of fun with their Spider when they sensed their loving ministrations were effecting him so.

Thankfully they let up when Peter was talking to Gwen or Harry, but if he strayed off to talk to anyone else, it would start back up again until the brunette came back over to Brock's side. Peter would sigh at how possessive his Lethal Protector could be, but couldn't resist the smile that always followed because, while the anti-hero could be rather trying at times, Spider-Man/Peter Parker loved them very dearly.

They were apart of his family and his life, just like Aunt May or Gwen or Harry. And no matter come what may, he would do whatever he had to in order to protect them in return and be by Venom's side for as long as they would want each other. Venom felt the same way, and he knew the brunette understood. Because with the strong bond they shared now, there were no secrets as to what lied within their hearts.

All in all, even with Venom's playfulness, the party went pretty well and everyone had a Happy Halloween. Even Harry had seemed cheered up by it, and especially since Pete and Eddie showed up. They joked and laughed, and had fun like they always did when the four friends were together.

So, by the time the party came to an end, they left to go home on a really good note. And while it was pretty obvious what the three lovebirds did when they returned to their own home later that night, both Venom and Spidey agreed that the next time they got invited to a party that they should probably lay off the hours of possessive passion so that Peter wouldn't worry their friends.

Seeing as it was a little embarrassing, and even more so when Gwen figured out what had happened. She was polite enough to keep it to herself for the most part, but she kept asking Peter all sorts of blush inducing questions that made him feel rather uncomfortable, and like a dolt for instigating it earlier that morning. Though, despite that, Spidey knew that if he had a choice to do it all over again, that he wouldn't change a thing.

_**~The End~**_

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**TA DAH! LoL! So, I finally did a sequel like I said I would! X3 So proud of mehself! ~Does happy chibi dance~**

**Ahem! So, anyways! Hope everyone enjoyed it! I was gonna get this out sooner, buuuuuuut some stuff came up, then my internet went down, and by then I had forgotten until a friend of mine asked about it. XD **

**Hope to write more Spidey and Symbiote goodness in the future, but life happens so I've no idea when that might be LoL. So, until next fic you lovely reviewers you, tootles! ;)**


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